4//SEC Filing
Waters Meredith 4
Accession 0001828852-24-000002
CIK 0001828852other
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 9:10 PM ET
Size
6.8 KB
Accession
0001828852-24-000002
Insider Transaction Report
Form 4
Waters Meredith
General Counsel
Transactions
- Other
Class A Common Stock, par value $0.0001 per share
2023-12-31+20,000→ 43,355 total
Footnotes (3)
- [F1]Pursuant to that certain earn-out agreement, dated December 20, 2021, by and among the Issuer, the Reporting Person, and the other parties thereto (the "Earn-Out Agreement"), filed as Exhibit 10.10 to the Issuer's Registration Statement on Form S-4/A, filed on June 24, 2022 in connection with the Business Combination (the "Registration Statement"), and the Award Agreement between the Issuer and the Reporting Person date December 31, 2023 (the "Award Agreement"), the Issuer issued to the Reporting Person 20,000 shares of Class A Common Stock (the "Earn-Out Shares"). The Earn-Out Shares vest during the four years period following the Closing Date (the "Vesting Period").
- [F2]The Vesting Period is as follows--if at any time during the Vesting Period: (i) the price of the shares of Class A Common Stock exceeds a volume-weighted-average price ("VWAP") of $12.50 per share for any 20 trading days within any 30 trading day period, 1/3 of the Earn-Out Shares shall immediately vest and no longer be subject to the forfeiture; (ii) the price of the shares of Class A Common Stock exceeds VWAP of $15.00 per share for any 20 trading days within any 30 trading day period, 1/3 of the Earn-Out Shares shall immediately vest and no longer be subject to the forfeiture; and (iii) the price of the shares of Class A Common Stock exceeds a VWAP of $18.00 per share for any 20 trading days within any 30 trading day period, 1/3 of the Earn-Out Shares shall immediately vest and no longer be subject to the forfeiture. Any Earn-Out Shares that do not vest during the Vesting Period shall be redeemed and cancelled in accordance with the Earn-Out Agreement.
- [F3]Subject to certain vesting and forfeiture terms in the Earn-Out Agreement and Award Agreement, the Issuer agreed to grant the Earn-Out Shares to the Reporting Person in eight equal installments over two years, with the first installment of 2,500 Earn-Out Shares being issued on March 31, 2024, and the final 2,500 Earn-Out Shares being issued on December 31, 2025.
Documents
Issuer
Mondee Holdings, Inc.
CIK 0001828852
Entity typeother
Related Parties
1- filerCIK 0001974746
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 9:10 PM ET
- Size
- 6.8 KB